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Management’s Discussion and Analysis

Year ended December 31, 2025

Amounts in United States dollars

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I.OVERVIEW

Orla Mining Ltd. (“Orla” or the “Company”) is a mineral exploration, development, and production company listed on the Toronto Stock Exchange (“TSX”) under the symbol “OLA” and on the NYSE American under “ORLA.”

Orla’s strategy is to acquire, explore, develop, and operate mineral properties where the Company’s technical and operational expertise can substantially increase stakeholder value.

The Company owns three material gold projects within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”):

This Management’s Discussion and Analysis (“MD&A”) discusses the financial condition and results of operations of the Company for the year ended December 31, 2025. It should be read in conjunction with the Company’s audited consolidated financial statements for that period, and the related notes, prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board.

Additional information about Orla Mining Ltd., including its most recent annual consolidated financial statements, its annual information form for the year ended December 31, 2025 (the “Annual Information Form”), and prior MD&A filings, is available on SEDAR+ (www.sedarplus.ca), on the U.S. SEC EDGAR system (www.sec.gov), and on www.orlamining.com.

This MD&A is current as of March 19, 2026.

J. Andrew Cormier, P.Eng., Chief Operating Officer of the Company, is a “Qualified Person” under NI 43-101 and has reviewed and approved the scientific and technical information contained herein.

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II.SUMMARY

FULL YEAR 2025 SUMMARY

Q4 2025 SUMMARY

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KEY DEVELOPMENTS DURING THE YEAR

Transformational Musselwhite acquisition:

On February 28, 2025, Orla completed the acquisition of the Musselwhite Mine from Newmont Corporation (“Newmont”), marking a pivotal step in the Company’s evolution into a geographically diversified, multi-asset intermediate gold producer. The transaction materially increased our annual gold production, strengthened cash flow generation, and added a long-life Canadian underground operation with demonstrable exploration upside. Musselwhite is a cornerstone asset fueling both near-term financial performance and longer-term growth.

Operational resilience at Camino Rojo:

In July 2025, Camino Rojo experienced a material movement along the temporary north wall of the open pit following significant rainfall. Our geotechnical monitoring systems detected the movement early, enabling a controlled response with no injuries, environmental impacts, or equipment damage. Mining in the pit was temporarily paused while we completed independent geotechnical reviews and implemented a stabilization plan. The stabilization plan included a 50 to 80 metre pushback of the north wall, redesigned slopes, and enhanced monitoring. During this period, the operation continued to crush and stack stockpiled and run-of-mine material, preserving production continuity. No ore was lost or sterilized, and the revised mine sequencing was incorporated into revised annual production and cost guidance in August 2025.

Camino Rojo oxide expansion permits secured

Subsequent to the year end, the Mexican Federal Environmental Department (“SEMARNAT”) approved the Company’s Environmental Impact Statement (“Manifestación de Impacto Ambiental” or “MIA”) for the expansion of the Camino Rojo Oxide Mine. This approval, together with the Change of Land Use authorization which was also received, provides the permits required to mine the remainder of the oxide open pit, including the layback area to the north. The MIA also permits construction of an exploration decline to support continued advancement of the Camino Rojo Underground project. This milestone provides operating flexibility at Camino Rojo and supports both oxide mine optimization and underground development. The approval of the MIA is conditional upon Orla meeting certain customary conditions and standard requirements.

Musselwhite Reserve and Resource Expansion

In October 2025, results of the deep directional drilling program at Musselwhite intersected high-grade gold mineralization 1.6 km along strike from current operations. In December 2025, the continuity of gold mineralization was confirmed 2 km beyond current operations. High-grade intersections were also observed in active mining areas to support resource replacement and expansion efforts. These early results validate our investment thesis for Musselwhite as a rare, high-quality asset with geological continuity.

South Railroad Project progress:

Permitting continued to advance through the federal Environmental Impact Statement process, with the Record of Decision targeted for mid-2026.

In January 2026, we completed an updated Feasibility Study for the South Railroad Project and approved the start of construction spending, marking a significant advancement toward development. The Feasibility Study confirmed robust project economics, a construction-ready design, and a fully funded pathway supported by operating cash flow and cash on hand. This positions South Railroad as our next operating mine and a key driver of future growth.

South Carlin district-scale growth potential:

Throughout 2025, we reported a series of exploration and development updates at the South Carlin Complex in Nevada, demonstrating district-scale potential. Drilling was completed at the Dark Star, Pinion, Jasperoid Wash and Bowl deposits, as well as at the oxide targets Spike, Firebox, Dixie and Pony Creek area. The program returned multiple significant oxide gold intersections outside existing Pinion and Dark Star Feasibility Study pit shells, supporting the opportunity for meaningful resource expansion.

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Camino Rojo Underground growth:

In August 2025, we reported high-grade drilling results from Zone 22 at Camino Rojo, highlighting mineralization outside existing underground resource panels. These results strengthened confidence in the scale, continuity, and grade of the sulphide system and supported both resource growth and potential classification upgrades. Zone 22 continues to represent a key driver of long-term value at Camino Rojo. Partial results from the 2025 drill program were incorporated into the updated Mineral Resource Estimate included in the recently released Preliminary Economic Assessment.

Balance sheet strength and shareholder returns:

During 2025, the Company repaid $65 million of debt, ending the year in a net cash position providing strengthened financial flexibility. Reflecting this financial position and confidence in the Company’s cash flows, we announced the Company’s inaugural quarterly dividend in December 2025, which was paid in February 2026. We expect to declare the next quarterly dividend in May 2026. This disciplined allocation of capital reflects a balanced approach to growth, balance sheet strength, and shareholder returns.

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Cash flow from operating activities before changes in non-cash working capital for the year ended December 31, 2025, includes the proceeds received from the gold prepay facility of $360.8 million.

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III.GUIDANCE

On January 16, 2025, the Company announced its full year 2025 annual guidance, which included the outlook for production, operating costs, capital costs, and exploration spending at Camino Rojo and South Railroad, but which excluded Musselwhite. On May 12, 2025, the Company announced updated full year 2025 annual guidance to include Musselwhite.

On August 5, 2025, the Company announced revised full year gold production, cash cost, and AISC guidance as a result of the pit wall event at Camino Rojo in July 2025.

A comparison of this revised guidance versus actual is provided below. As the acquisition of Musselwhite closed on February 28, 2025, figures in the table below include ten (10) months of production and expenditures for Musselwhite. However, cash cost and AISC include nine (9) months of production and costs beginning on April 1, 2025.

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IV.DISCUSSION OF OPERATIONS

A.MUSSELWHITE MINE, CANADA

Musselwhite is a Canadian underground gold mine that has produced over 6 million ounces of gold since commencing operations in 1997. It is a fly-in, fly-out operation located in northwestern Ontario, Canada. Mining is conducted from two principal zones using longitudinal retreat and transverse stoping methods, with ore conveyed to surface via an internal winze and conveyor. Ore is processed through two-stage crushing, grinding, and leach/cyanide-in-pulp (“CIP”) circuits to produce doré, with annual throughput capacity of approximately 1.5 million tonnes. Gold recoveries have historically averaged approximately 96%.

On February 28, 2025, Orla acquired the Musselwhite Mine from Newmont for upfront cash consideration of $810 million and gold price-linked contingent consideration of $40 million. Refer to the Company’s Annual Information Form for historical context and background, and to the audited consolidated financial statements for the year ended December 31, 2025 for details of the acquisition.

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MUSSELWHITE OPERATIONAL UPDATE

The Company completed the acquisition of the Musselwhite Mine on February 28, 2025. The following discussion reflects operating performance from March 1, 2025, through December 31, 2025. The figures presented for cash cost and All-in Sustaining cost are for the period April 1, 2025, to December 31, 2025.

Full year gold production at Musselwhite was 236,908 ounces, of which 203,856 ounces was produced after acquisition by Orla.

OPERATING PERFORMANCE OVERVIEW

During 2025, Musselwhite delivered stable production while transitioning ownership and integrating into Orla’s operating standards. Operational performance through the year was primarily influenced by development access and stope sequencing, rather than by mining or processing capacity constraints.

Gold production in the first half of the year was moderated by development timing, which constrained access to certain higher-grade areas and increased reliance on lower grade mining horizons in the upper part of the mine. As development rates improved in the second half of the year, access to higher grade material in PQ Deep and Redwings zones improved, resulting in higher mined ore tonnes and grade, providing stronger gold production, particularly in the fourth quarter.

Mining and Development

Mining and development performance during 2025 reflected the timing of development access, contractor availability, and stope sequencing. From March through December, ore mined generally ranged between 100,000 and 125,000 tonnes per month.

Mining performance was strong in the initial months following acquisition, supported by good access to planned mining areas, new underground mining equipment and solid development execution. Beginning mid-year, development rates were constrained by extended waste disposal phases, and delayed mobilization of additional development contractors. These factors temporarily limited access to planned stopes and resulted in greater reliance on higher-level mining areas.

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Development performance improved toward the end of the third quarter as contractor mobilization advanced, with full deployment substantially achieved by late September. By the fourth quarter, mining and development activity had stabilized, reflecting improved access to higher-grade areas.

For the year, approximately 57% of ore tonnes and 70% of gold ounces were sourced from the PQ Deep zone, with the balance from higher mining horizons. The triple-stack stope in the Redwings area, commissioned in September 2025, began contributing to ore delivery late in the year and is expected to enhance mining flexibility in 2026.

Processing and Metallurgical Performance

Processing performance during 2025 was stable, with throughput aligned with mining rates and no plant capacity constraints. Short-term reductions in throughput during the middle of the year were related to maintenance activities and power variability and did not have a lasting impact on plant availability.

During the first half of the year, processed gold grades ranged between approximately 5.3 and 5.8 g/t, reflecting mine sequencing and a higher proportion of ore sourced from upper mining horizons while access to deeper zones was constrained by access and sequence. Metallurgical recoveries remained consistent with historical performance throughout the year.

As access to higher grade material improved in the second half of the year, the mill processed higher-grade ore from the PQ Deep and Redwings areas. During the fourth quarter of 2025, processed grades increased to approximately 6.8 g/t, reflecting improved access to higher-grade areas.

Gold Production

Gold production at Musselwhite during 2025 reflected the combined effects of access, stope sequencing, and processed grades. For the ten months ended December 31, 2025, the mine produced 203,856 ounces of gold, including 75,818 ounces in the fourth quarter. December production of over 29,400 ounces represented the strongest monthly performance of the year.

Unit operating costs during the year reflected these same operational dynamics. During the middle of the year, unit costs increased as lower production volumes and reduced development activity resulted in a higher proportion of fixed site costs being expensed. As mining rates and grades improved in the fourth quarter, unit costs declined as production volumes increased and development activity normalized.

Safety and Workforce

Safety performance at Musselwhite during 2025 was stable, with no fatalities and a limited number of lost-time injuries, none of which resulted in severe long-term impacts to affected workers. Safety incidents and near misses were addressed through corrective actions and targeted retraining.

The workforce remained stable through the year, with direct employment averaging approximately 700 employees. Approximately 36% of employees were local, including approximately 16% Indigenous representation.

Outlook

With contractor mobilization largely complete, development rates improved, and key infrastructure upgrades advanced as planned, Musselwhite enters 2026 positioned for consistent mining rates and improved grade delivery. Continued development of the 1080 exploration drift and expanded underground drilling capacity are expected to support both near-term production stability and longer-term reserve and resource growth.

In 2026 Management expects reduced operational variability as development provides more operational flexibility through the addition of production horizons.

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EXPLORATION PROGRAM UPDATE

The 2025 exploration program at Musselwhite continued during the fourth quarter with a focus on advancing deep directional drilling along the Mine Trend, ongoing underground drilling for reserve and resource growth and definition, and the completion of the near-mine surface drilling program. Exploration results received during the quarter confirmed the continuity of gold mineralization 2 km beyond current operations, intersected high-grade mineralization in the Redwings, Lynx, West Limb and PQE zones, and returned shallow encouraging mineralization from early-stage near-mine targets.

The deep directional drilling program, which commenced in late May, continued to evaluate the down-plunge extension of the Mine Trend. A total of 12,553 metres were completed during the year. Results received during the fourth quarter confirmed continuity of gold mineralization 2 kilometres from current operations and indicate the potential for stacked mineralized zones, with an upper horizon interpreted as the Lynx zone and a lower horizon interpreted as the PQ zone. This interpretation of stacked mineralized zones at depth remains under evaluation, with further drilling planned through 2026 to test the continuity, geometry and grade distribution of both zones.

Underground exploration drilling continued throughout 2025 and into year-end, focused on reserve replacement, resource expansion, and inventory definition within Lynx, Redwings, West Limb, and PQE zones. Results returned high-grade mineralization, supporting production and growth, and contributed to improved geological confidence in near-term production areas. A total of 32,131 m of underground exploration drilling was completed during the year.

The near-mine surface drilling program was completed in October 2025 and returned shallow gold mineralization across multiple targets, including a narrow high-grade intersection at Karl Zeemal. The combined historical and recent results support the potential for additional mill feed sources, subject to further exploration work and evaluation. Follow up drilling in early 2026 will advance the Camp Bay mineralized zone and a four-kilometre strike trend along the Musselwhite SE extension also known as “Karl Zeemal”.

Results from the 2025 exploration program are summarized in the Company’s press releases dated October 6, 2025, “Orla Mining Discovers Potential Two-Kilometre Extension at Musselwhite”, and December 18, 2025, “Orla Confirms Two-Kilometre Gold Trend Extension at Musselwhite.”

For 2026, Orla plans to continue to advance the second year of its two-year aggressive exploration program, building on programs initiated in 2025. Efforts will continue to target the Mine Trend Extension, underground resource and reserve growth, and selective near-mine satellite opportunities, supporting potential mine life extensions and future operational expansions. The deep directional underground exploration and follow-up near-mine surface programs are already ongoing.

COMMUNITY, FIRST NATIONS AND WORKFORCE

Since the acquisition in late February, the Musselwhite community and First Nations engagement program included activities to support the ownership transition as well as community visits, participation in key community events and advancing social closure planning.

Engagement highlights of 2025 include the Orla community event in April, the Musselwhite Agreement implementation meeting in June and a visit to North Caribou in August. During the year, the site also carried out First Nations-focused mining training programs and hosted a high school tour for students from North Caribou First Nation in November.

Musselwhite’s social investment efforts focused on education and training, health and wellbeing and support for culture and culturally significant events. As a highlight, Orla, Newmont and First Nation Limited Partnership (“FNLP”) announced a $6.6 million fund in December. The fund will flow over a 10-year period to support career development, trades training, mentorship, land-based learning, literacy and STEM initiatives, as well as scholarships and will be administered by Opiikapawiin Services LP, a service organization owned by FNLP.

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B.CAMINO ROJO, MEXICO

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CAMINO ROJO OPERATIONAL UPDATE

The Camino Rojo Oxide Gold Mine produced 96,764 ounces of gold in 2025, at the low end of the revised annual guidance range of 95,000 to 105,000 ounces of gold.

During 2025, Camino Rojo delivered stable heap leach production averaging 19,127 tonnes per day, despite a year characterized by the transition to a new mining contractor, variability in mine sequencing resulting from delays in receiving environmental permits for pit expansion, and a temporary slope instability event during the third quarter.

Mining operations during the first half of the year were impacted by reduced mining areas due to outstanding environmental permits, the ramp-up of the new mining contractor during January and February, and lower-than-planned equipment availability during this period. As a result, total tonnes mined during the first half of the year were approximately 7% below plan. Notwithstanding these constraints, stacking rates generally remained in line with expectations.

During the second quarter, mining performance improved, with mined tonnes and stacking rates broadly aligned with plan. Variability in processed grades during this period was primarily driven by mine sequencing constraints related to permitting delays. Gold production during the second quarter was below plan, reflecting lower stacked grades rather than limitations in stacking capacity.

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In late July 2025, an uncontrolled movement of material occurred on the temporary north wall of the open pit following significant rainfall. No injuries, equipment damage, or environmental impacts were reported. Mining activities within the pit were temporarily suspended while geotechnical assessments were completed and a stabilization plan was implemented, which included flattening the north wall and redesigning the pit. As a result, the mine sequence was reoptimized and the annual production forecast was updated.

During the temporary suspension in-pit mining activities, operations maintained production continuity through the rehandling, crushing, and stacking of low-grade material sourced from stockpiles and run-of-mine (“ROM”) material. During the third quarter, reprocessed material volumes were significantly above plan, while newly mined ore volumes declined. Stacked tonnes during this period remained at or near nameplate capacity. During the fourth quarter of 2025, mining activities progressively returned to the pit, reducing reliance on stockpile reprocessing and resulting in improved stacked grades and gold recoveries. Out of the 1,862,807 tonnes of ore stacked during the fourth quarter, 118,339 tonnes of low-grade ore at a grade of 0.29 g/t, with the balance of the tonne carrying a grade of 0.48 g/t.

Operating Costs and Variances

Mining costs during the first half of the year were generally in line with or below plan, reflecting lower mining volumes resulting from permit-related mining area constraints, equipment availability, and contractor ramp-up period. During the second quarter of 2025, mining costs exceeded plan due to increased rehandling and processing of low-grade material, partially offset by reduced primary mining activity.

In the months following the slope instability event, mining costs were impacted by additional rehandling activities; however, these costs were partially offset by reduced contractor activity during the temporary suspension of mining. Mining costs in August and September were below plan due to reduced mining activity. During the fourth quarter, mining costs consistently trended below plan, reflecting improved haulage efficiency resulting from flatter and shorter haul routes, lower explosives consumption, and reduced diesel usage driven by changes in mine sequencing.

Processing costs during the first half of the year remained consistently below plan, driven by lower maintenance expenditures and favorable reagent consumption rates and pricing. Cyanide and lime consumption remained below expected levels through April, contributing to cost savings. Processing costs increased from May through September due to unplanned processing of low-grade ROM material from stockpiles, which resulted in higher reagent, power, and contractor costs.

Processing costs during the fourth quarter remained above budget, reflecting higher irrigation flow rates and cyanide concentrations associated with stacking ROM material on the fifth lift, which had not been planned. Additional cost drivers included unbudgeted contractor work on the crushing and conveying systems, as well as costs associated with the implementation of a new collective bargaining agreement.

ENVIRONMENTAL AND PERMITTING

Environmental and permitting activities continued throughout the year.

In 2025 the site advanced work for certification under the International Cyanide Management Code (“ICMC”). Orla became an ICMC signatory in Q4 and Camino Rojo aims to achieve certification in 2026.

In 2025, the Company continued to engage with federal agencies, including SEMARNAT (the Mexico Ministry of Environment and Natural Resources), to support the approval process and optimize the timeline for regulatory review. Following meetings with SEMARNAT during the first half of 2025, on July 18, 2025, the Company received a detailed information request and promptly implemented an action plan to address the requested items. An updated submission was filed with SEMARNAT in October 2025.

On March 5, 2026, SEMARNAT approved the Company’s Environmental Impact Statement (“MIA”) for the expansion of the Camino Rojo Oxide Mine. With this approval, together with the Change in Land Use which was also received, the Company now has the permits required to mine the remainder of the oxide open pit, including the layback area located to the north. The MIA also permits the construction of an exploration decline to support continued advancement of the Camino Rojo Underground project. The approval of the MIA is conditional upon Orla meeting certain customary conditions and standard requirements.

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COMMUNITIES, WORKFORCE, AND LABOUR RELATIONS

In 2025, Camino Rojo undertook extensive community engagement through regular interactions with ejido leaders, local institutions, and cultural events. The site renewed key exploration and social responsibility agreements and advanced several social investment initiatives, including scholarships, community infrastructure, and productive development projects. Progress also continued on the poultry and egg farm, training programs were delivered through the San Tiburcio community office, and the Pro‑ABC environmental and sustainability project advanced with biodiversity studies and new livelihood initiatives. Workforce development remained a priority, with 213 employees completing Leadership Foundations training.

Collective bargaining agreement negotiations with the union concluded with a new agreement approved in November, reinforcing a constructive labour relationship with our workforce and operational continuity.

EXPLORATION

CAMINO ROJO UNDERGROUND AND CAMINO ROJO EXTENSION (ZONE 22)

On June 5, 2025, Orla released the first underground mineral resource estimate for Camino Rojo. The underground resource, including the Camino Rojo Underground and Zone 22, extends from the base of the oxide pit to approximately 1,200 metres below surface (or up to 1,300 metres down plunge from the pit base), covering up to one kilometre along strike and 200 to 400 metres in width. Refer to the Company’s press release dated June 5, 2025 news release, “Orla Mining Delivers Initial Underground Mineral Resource for Camino Rojo in Mexico, Paving the Way for Future Development Planning”)

In late July, Orla completed a 15,000 m infill drilling program focused on the upper part of Zone 22 to upgrade and grow the initial resource. Based on positive results, an additional 5,000 metres were added to the program. Refer to the Company’s press release dated August 7, 2025, “Orla Mining Reports New Drill Results from Zone 22 at Camino Rojo”. The program was completed in early December, with a total of 21,891 metres drilled during the year. Partial results from the infill program were used to support the updated underground resource estimate for the Camino Project, included in the Preliminary Economic Assessment (“PEA”) for the underground project announced by the Company on February 19, 2026 (see the Company’s press release “Orla Mining Announces Positive Preliminary Economic Assessment for the Camino Rojo Underground Project”). An updated technical report prepared in accordance with NI 43-101 was filed on March 19, 2026, and is available on the Company’s website and on SEDAR+ and EDGAR.

A 2026 drill program to support the generation of metallurgical, geotechnical and hydrological material for a Pre-Feasibility Study for the underground project began in mid-January 2026, with 4,300 m planned.

REGIONAL

The regional program was completed in the fourth quarter, with a year-end total of 4,735 metres drilled across four targets: Hacheros, Lago Azul, Majoma and Miserias. The 2026 regional drill program is planned to begin in H2, with 4,400 metres planned.

REGULATORY MATTERS

As previously disclosed, the Company is continuing to review potential criminal activity involving the Camino Rojo mine in Mexico. With the assistance of external counsel, the Company has significantly progressed an internal investigation. The Company has voluntarily notified the Office of the Attorney General in Mexico, the Royal Canadian Mounted Police in Canada and the Department of Justice in the United States and is cooperating with authorities. Other governmental agencies could also become involved in the future.

It is premature for the Company to anticipate the timing, conclusions, outcome or impact of these matters. Legal claims, civil and criminal penalties, or reputational damage resulting from these matters could have a material adverse effect on the Company’s business, financial condition and results of operations.

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The Company is committed to operating in accordance with the highest ethical standards and conducting business in an honest and transparent manner that complies with applicable laws, its Code of Business Conduct and Ethics and other applicable policies.

C.SOUTH RAILROAD PROJECT (SOUTH CARLIN COMPLEX), NEVADA, USA

The South Railroad Project is located along the Pinon Mountain range, approximately 24 kilometers south-southeast of Carlin, Nevada, in the Railroad mining district. South Railroad is part of Orla’s South Carlin Complex, a highly prospective land package totaling approximately 25,000 hectares. The project is a feasibility-stage, open-pit heap-leach gold development asset.

During 2025, Orla advanced the South Railroad Project across all key workstreams, including federal and state permitting, engineering and feasibility activities, exploration, and community engagement. The year marked a transition from pre-permitting preparation to formal environmental review under the National Environmental Policy Act (“NEPA”), while engineering work progressed toward construction-decision readiness.

PERMITTING

The South Railroad Project is situated on federal land and is being permitted under the oversight of the US Bureau of Land Management (“BLM”) in accordance with NEPA. A significant milestone was achieved on August 13, 2025, when the BLM published the Notice of Intent (“NOI”) in the Federal Register, formally initiating the Environmental Impact Statement (“EIS”) process.

Public scoping meetings were held in early September 2025, and no substantive comments were received that required additional baseline studies or alternative development scenarios. The administrative draft EIS advanced through agency review during the fourth quarter, with comments due in December 2025. Orla is targeting a Record of Decision (“ROD”) in Q3 2026, following completion of the EIS process.

The BLM is conducting consultation with the U.S. Fish and Wildlife Service (“USFWS”) pursuant to Section 7 of the Endangered Species Act. A Biological Assessment has been prepared and shared with the USFWS to support this process. The timing of USFWS consultation represents the primary permitting schedule risk and is being actively managed.

During 2025, South Railroad transitioned from participation in the FAST-41 transparency process to full designation as a FAST-41 Covered Project. FAST-41 coverage provides enhanced coordination, transparency, and schedule certainty for major federal infrastructure projects, with permitting milestones tracked through the Federal Permitting Improvement Steering Council dashboard.

The U.S. Army Corps of Engineers (“ACOE”) Section 404 permit application, covering wetland and surface disturbance impacts, was submitted in August and deemed administratively complete. The associated public comment period closed in September without significant issues. Review of the compensatory mitigation plan is ongoing, with final permit issuance expected to align with the BLM’s Record of Decision.

At the State level, the project has received Class I and II Air Operating Permits. Water-related permits, including the Water Pollution Control Permit and the National Pollutant Discharge Elimination System (“NPDES”) discharge permit, are under review by the Nevada Division of Water Resources and associated agencies.

PROJECT CONSTRUCTION

DETAILED DESIGN WORK

Orla awarded the Engineering, Procurement, and Construction Management (“EPCM”) contract to M3 Engineering & Technology in the fourth quarter of 2024. Basic and detailed engineering progressed throughout 2025 in alignment with the anticipated permitting timeline.

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By the end of 2025, engineering was approximately 52 % complete. During the year, the project team advanced mine plan updates, equipment trade-off analyses, cost and schedule reconciliations, and site geotechnical investigations. The Water Treatment Plant design advanced to Issued-for-Construction status in support of NPDES permitting, while heap-leach stacking plans, metallurgical recovery models, stormwater management, dewatering systems, and access road designs were refined.

Long-lead equipment procurement activities progressed during the year. Limited Notices to Proceed were issued for key equipment packages, including the ADR plant and crushing systems, and engagement with major vendors continued. Early civil bid walks were completed, and execution planning sessions were held to validate construction sequencing, mobilization logic, and early works strategies.

The optimized Feasibility Study was completed, approved by the Board of Directors, and publicly disclosed by the Company in January 2026. The Board also approved the commencement of construction spending for detailed engineering, procurement, and execution activities, with full construction subject to receipt of all required permits. These activities position the South Railroad Project to transition into execution upon receipt of the Record of Decision.

OUTLOOK

Following the publication of the NOI and advancement of the EIS process, South Railroad entered a new phase of project maturity in 2025. Orla expects to continue progressing permitting, engineering, and procurement activities through 2026, with a targeted Record of Decision in Q3-2026 and a potential construction start promptly thereafter. First gold production is currently targeted for 2028, subject to permitting and construction timelines.

EXPLORATION

Orla’s South Carlin Complex is one of the largest contiguous land positions along the prolific Carlin Trend, presenting strong potential for additional growth and gold discoveries beyond currently defined reserves and resources. In November 2025, Orla completed its 2025 exploration program, comprising 18,184 metres of drilling. The program focused on strengthening geological understanding, refining models, expanding and upgrading resources at Dark Star and Pinion, and advancing satellite deposits. Drilling also identified new zones of oxide gold mineralization, including Spike and the emerging Firebox target (see the Company’s December 2, 2025 news release “Orla Mining Discovers High-Grade Oxide Gold Beyond Pit Shells at South Carlin Complex, Reinforcing Growth Trajectory Ahead of 2026 Construction”), and the February 25, 2025 news release “Orla Mining Intersects High Grade Oxide Gold at South Carlin Complex and Advances Permitting for South Railroad Project in Nevada”).

The 2026 exploration program is planned to commence in Q2, 2026 and will focus on potential pit extensions at Pinion, Dark Star and Jasperoid Wash to support resource and reserve growth and assess opportunities to extend mine life, as well as advancing oxide targets and mineralized zones proximal to the South Railroad development area.

SUSTAINABILITY AND COMMUNITY ENGAGEMENT

Community engagement and sustainability remained integral to South Railroad’s advancement during 2025. Orla maintained active engagement with local stakeholders, including business, educational, agricultural and water organizations.

In 2025, the focus for South Railroad community engagement program was to ensure key stakeholders had access to transparent and complete information about the project in advance of the public scoping period in late Q3. Public comment events were hosted by the BLM during September. As expected, the great majority of commentary and submissions demonstrated strong support of the project from a broad range of stakeholder groups.

During the fourth quarter, Orla engaged with the Nevada Future Farmers of America Association regarding the integration of mining-related educational pathways into high school programs. Company personnel also participated in local volunteer initiatives in Elko, including schools and community meal delivery programs.

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D.OTHER PROJECTS - CERRO QUEMA PROJECT, PANAMA

The Cerro Quema Project is located on the Azuero Peninsula in the Los Santos Province of Southwestern Panama, about 45 km southwest of the city of Chitre.

In July 2024, the Company filed a Request for Arbitration with the Government of Panama under the Free Trade Agreement between Canada and Panama (the “FTA”). The Request for Arbitration asserted that measures taken by Panama, including the passage of Law 407 and the retroactive cancellation of the Company’s concessions, constituted violations of Panama’s legal obligations under the FTA and customary international law.

The arbitration is being facilitated and administered by the International Centre for Settlement of Investment Disputes (“ICSID”) in Washington, DC, under its Arbitration Rules. A tribunal for the arbitration (the “Tribunal”) has been constituted, and the Company filed its written submissions (referred to as its Memorial on Liability and Quantum) at the end of March 2025. This filing included a claim for damages of approximately US$400 million, plus pre-award and post-award interest. On March 11, 2026, Panama filed its Counter-Memorial on Liability and Quantum.

See the Annual Information Form for additional detail on the background and procedural status of the arbitration.

Although the Company intends to vigorously pursue these legal remedies, the Company’s preference is a constructive resolution with the Government of Panama that results in a positive outcome for all stakeholders.

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V.NON-GAAP MEASURES

We have included herein certain performance measures (“non-GAAP measures”) which are not specified, defined, or determined under generally accepted accounting principles (“GAAP”). These non-GAAP measures are common performance measures in the gold mining industry, but because they do not have any mandated standardized definitions, they may not be comparable to similar measures presented by other issuers. Accordingly, we use such measures to provide additional information, and you should not consider them in isolation or as a substitute for measures of performance prepared in accordance with GAAP. In this section, all currency figures in tables are in thousands, except per-share and per-ounce amounts.

AVERAGE REALIZED GOLD PRICE

Average realized gold price per ounce sold is calculated by dividing gold sales proceeds received by the Company for the relevant period by the ounces of gold sold. The Company believes the measure is useful in understanding the gold price realized by the Company throughout the period.

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During Q4 2025, Orla delivered 12,074 gold ounces (YTD 2025 – 40,246 gold ounces) under the gold pre-payment arrangements. These ounces we recognized at an average gold price of $2,940 per ounce (YTD 2025 - $2,907 per ounce) and are reflected in the totals above.

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NET CASH

Net cash is calculated as cash and cash equivalents and short-term investments less total debt adjusted for unamortized deferred financing charges at the end of the reporting period. This measure is used by management to measure the Company’s debt leverage. The Company believes that in addition to conventional measures prepared in accordance with IFRS, net cash is useful to evaluate the Company’s leverage and is also a key metric in determining the cost of debt.

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LIQUIDITY

Liquidity is defined as cash and cash equivalents plus undrawn amounts available under the Company’s credit facilities, and is a measure of the Company’s financial flexibility and ability to meet its obligations as they come due. This measure provides a more comprehensive view of funds readily available to support operations, capital expenditures, and other commitments than cash alone. We believe Liquidity is useful to investors as it reflects the Company’s total available sources of funding without the need to raise additional external capital.

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ADJUSTED EARNINGS AND ADJUSTED EARNINGS PER SHARE

Adjusted earnings excludes unrealized foreign exchange, changes in fair values of financial instruments, impairments and reversals due to net realizable values, restructuring and severance, and other items which are significant but not reflective of the underlying operational performance of the Company. We believe these measures are useful to market participants because they are important indicators of the strength of our operations and the performance of our core business.

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Companies may choose to expense or capitalize costs incurred while a project is in the exploration and evaluation phase. Our accounting policy is to expense these exploration costs. To assist readers in comparing against companies which capitalize their exploration costs, we advise that included within Orla’s net income for each period are exploration and project costs which were expensed, as follows: